Does everybody remember our place from ASM #19 (December 1964), before
we detoured into Avengers #11 (also December 1964)? Peter Parker was
being tailed by a man who reported back to a mysterious figure living in a
Manhattan penthouse. And off we go.

Let's look at the start of this issue through the eyes of a child. I was seven
years old at the time of this book. It may seem quaint what with all the over-
the-top violence in comics today but some of the events in some of these early
Spidey stories could actually be scary. The Scorpion, believe it or not, was a
frightening looking villain and the cover (which shows the Scorpion lifting
Spidey over his head as the wall-crawler's webbing flutters uselessly out of
his wrist-shooter while the text cries out, "How can Spidey battle a foe who is
stronger than he is???") promised a pretty scary ride. The splash page
illustration isn't any more assuring. You can almost feel the speed and the
impact as the Scorpion smashes a chimney with his tail while Spidey must leap
and twist to dodge all of the bricks flying at him. But Stan was always an
expert at mixing drama with dopey humor, keeping the kids reading rather than
hiding under their covers. Thus, he lets us know that the alternate title
of "The Coming of the Scorpion" is "Spidey battles Scorpey" and things are less
frightening right away. (How can you be afraid of a villain you can
call "Scorpey"?) And to further lighten the mood, he shoves in this joke
involving the credits (which probably annoyed the heck out of Ditko) in which
he writes, "Many readers have asked why Stan's name is always first on the
credits! And so, big-hearted Lee agreed to put Stevey's name first this time!
How about that?!!" And Ditko's credit is first but Stan's name is twice
the size, of course, and written in red so that it stands out like a beacon.
The text finishes with, "but we still have a feeling that Sneaky Stan put
something over on us! Anyway, now it's time for thrills, chills, and
spills..." And now that the carnival barker has softened us up and assuaged our
fears, we are ready to turn the page and check out the excitement.

As I said, Stan's looking out for you, so right off the bat he reminds you of
the man who followed Peter home from school in the last issue. Here he is
again, wearing a green suit and purple hat while smoking a cigarette and hiding
around the corner, as Peter says "so long" to Liz and Flash. ("Bye, Petey!"
says Liz. "Go play in traffic, pest!" says Flash.) This time, however, the
man follows too closely and his presence triggers Peter's spider-sense. Pete
sneaks a peek behind and sees the man who is now trying a bit too hard to look
the other way and "pretend he's an innocent pedestrian". Pete decides to keep
an eye on him.

At home, Peter looks out his bedroom window and sees the man hiding behind a
tree, keeping an eye on the house. At first, he cowers in the shadows,
worrying that this stranger may have figured out his secret identity. But he
quickly shakes off his fears and decides to face things head-on as Spider-Man.
He is in the process of removing his white shirt (revealing his Spidey suit
underneath) when he notices the man walking away. Deciding that "Here's where
the follower becomes the followed", Pete dons his Spidey duds and tails the
stranger. The man walks two blocks away and enters a phone booth. Spidey
clings to a wall high above and waits for the man to come out again. He can't
hear the phone conversation and can only assume that the man is "an agent for
someone and phoned his boss for further instructions". The man finishes his
call and heads back toward the Parker house. Spidey must hurry to beat the
stranger to the house so he can sneak back in without being seen. He runs
along some telephone wires but has to stop short of the house because there is
too much traffic on the street and he might be seen. Meanwhile, however, the
stranger is coming up fast. Spidey's only chance is to "divert that snooper's
attention" long enough to slip back inside. So, he creates a bat out of
webbing and flies it past the stranger. (That's a "bat" as in "flying rodent"
not "baseball equipment" and it's so detailed and lifelike even though Spidey
only took seconds to make it that you have to wonder why he isn't an artist
instead of a scientist.) The phony bat does the trick. The man is so startled
by the bat's appearance, that he turns his head to look at it and yells
out, "What in blazes is that?" (And so he walks over and picks it up after it
has landed, right? And he discovers it is made out of webbing and deduces that
Peter Parker is Spidey, right? No. He ignores it completely and goes back to
watching the house. And forget about Stan's weak excuse that the "little flying
bat will have turned into a thin strand of webbing again before he can find it"
since the webbing has never worked that way before or since.) Meanwhile,
Spidey takes advantage of that split-second of distraction to swing into his
open window but he gets a bit off-stride when he tries to finish off with a
backward somersault and he bumps hard into his bedroom wall, waking up Aunt
May. Pete hears May's approaching footsteps and knows he must move fast. He
whips off his mask, throws a robe on, and half hides behind his door (with one
gloved hand concealed behind his back) as he lies to his Aunt, telling her "I'm
sorry I disturbed you, Aunt May! I accidentally knocked over a chair!" After
May returns to bed, Pete turns off his light and watches out the window. The
man is still there and looks to be staying the night. A worried Peter clenches
a fist but realizes that "there's nothing I can do but let him continue this
cat and mouse game until I can figure out what he's after". Above everything
else, "I must be careful to do nothing to reveal my secret identity to him".

The next morning, a Saturday, Peter Parker walks the streets of Manhattan. His
shadow in the purple hat trails behind, pretending to read a newspaper. Pete
decides that the stranger can't take him by surprise as long as he's aware of
him so he puts the man out of his mind and heads to the Daily Bugle to visit
with Betty. ("Betty usually gets to work early on Saturday", thinks Pete. That
Betty sure knows how to live!)

J. Jonah Jameson is also working on Saturday. He is glancing at a news item
left on his desk in which "some nutty scientist claims to have found a way to
cause artificial mutations in animals". JJJ is not impressed. "Big deal!" he
snorts. Then he flings the story into the air (there is an illustration on the
sheet of a canary comfortably standing in a water-filled fish bowl which would
impress the hell out of me) while he moans out a wish that someone would
discover "an anti-Spider-Man serum". "If only there were someone stronger than
him that I could hire", Jonah laments and then he stops and picks up the news
item he just contemptuously threw aside. He sifts through the information until
he finds the name of the scientist... Dr. Farley Stillwell who "lives right
here in the city". JJ has gotten himself one doozy of an idea and he knows
just the man to serve as his guinea pig.

At this same time, Peter Parker is heading into the Daily Bugle building. The
man in the purple hat figures that Pete is "going to see his girl friend" and
decides this is a perfect time to break away and contact his boss. The man
slips inside a building and knocks at a back door. Inside is his boss,
standing in shadow. The man (who we now learn is named Mac Gargan) reports
that he hasn't been able to find out anything about Peter Parker so far. The
boss replies that he has "lost interest in Peter Parker" and that he has a new
job for his man. And the next panel reveals the boss to be... J. Jonah
Jameson! (Who either has a back entrance to his office that is never seen
again or he teleported home after reading about Stillwell in his office.) Now
we learn that Jonah has hired Mac to discover how Peter "manages to get those
great news photos which he sells me". But Jonah wants Gargan for a different
gig now. Mac doesn't care what the job is. "You know me, boss," he
says, "just as long as the pay is good!"

Okay, so Jonah didn't teleport home. This is all happening in his
office. Right outside, Peter is chatting with Betty Brant and Ned Leeds. Ned
tells Pete that he is heading out to Europe to cover the "disarmament
conferences" for the Bugle and Pete couldn't be happier. ("He's a real nice
guy" Pete thinks of Ned, "but Betty was seeing too much of him! For once,
things are going my way!") In fact, according to Betty, "Ned leaves tonight".
Just then, Jonah and Mac rush out of the office. Jonah tells Betty he'll be
out of the office for a few hours, then tells his companion, "C'mon, Gargan!
I'm in a hurry!" Peter recognizes the man in the purple hat and now knows his
name is Gargan and that JJJ probably hired him but he still doesn't know what
it's all about. Even as Peter is puzzling over it, Ned invites him along to
the airport to see him off. Betty likes the idea, too. "Then we could ride
back to the city together," she tells Pete. Our hero is glad to go along and
relieved by the invitation since, he assumes, Betty and Ned "can't be serious
about each other if they invited me along". But he's sorry he can't follow J.
Jonah Jameson to learn what's up.

And Pete would be pretty interested in Jonah's activities, too. The publisher
and Mac Gargan have already arrived at the laboratory of Dr. Farley Stillwell.
There they see a rat swimming around in an aquarium and a fish perched on a
branch like a bird. Dr. Stillwell has used his genius to create a rat that can
breath in water (just what we need, isn't it?) and a fish that can breathe
air. Stillwell, carrying a big smoking beaker in each hand, is thrilled that
the Daily Bugle is interested in his work. He believes that his
developments "might be of great value to farmers, botanists and the like" and
that "publicizing my findings could further the cause of science
immeasurably". But Jonah isn't interested in any of that. He tells Stillwell
that he has a "special project" in mind. "If it works" he says, "I'll pay you
$10,000". So there it is. Stillwell's Faustian dilemma. The doctor rubs his
chin and protests that he doesn't accept private jobs and yet he knows what he
can do with ten thousand dollars ("I could buy new equipment, new materials".)
so he gives in to the devil without much resistance. (In fact, it all takes
place in one panel.) He agrees to listen to Jonah Jameson's proposal.

Jameson tells Stillwell that he wants him to experiment on a human being "to
give a man powers which are greater than Spider-Man's". Stillwell knows he has
the serum and the know-how for the job but "it might be dangerous" and
he "can't guarantee the results". But Mac Gargan doesn't care. (And you have
to wonder just what kind of willing tool he is!) He stands there, arms
crossed, cigarette in mouth, and tells the doc he's "willing to chance it".

So it begins. Farley shaves Mac's head and then gives him a beaker of serum to
drink. The doc has decided to give his subject the powers of a
scorpion. "Your body would become more powerful than Spider-Man's," he tells
the guinea pig, "but I don't know how it would affect your brain!" "Who
cares?" Mac says (while drinking, by the way, which means he missed his calling
and could have been a great ventriloquist), "I'm getting $10,000 also for my
part in this and I'd do anything for that kind of dough". (Sounds like his
brain is affected already!) The experiment continues. Stillwell has Gargan
stand on some yellow disc while holding an electrode in each outstretched
hand. Electricity glows all around him. Stillwell checks his instruments and
is pleased to see that Mac is "reacting perfectly". Already his strength and
coordination have increased to super-human levels. Jonah is right there beside
Farley urging him on. "Just so long as I'm sure he can beat that blasted
Spider-Man!" he says, "That's all I want!"

Now, if you think Dr. Stillwell's knowledge of biology is impressive, just wait
until you see what he can do with mechanics. He goes over to a yellow table
and whips up a scorpion tail out of spare parts and he even happens to have
some kind of green material to cover the thing and give it that realistic super-
villain look. In fact, Farley already had the green motif going because he has
dressed Gargan in a green pair of underpants. Mac doesn't pay much attention
to Stillwell and Jameson. He is too busy hanging onto the electrodes and
noticing that he feels "like a living dynamo!" He realizes that he's "become
all muscle" and presumes that he "can lick anybody". Just then, Stillwell
turns off the electrode machine and declares the experiment over. Jonah is
anxious to get Gargan into a costume. "I have the perfect design in mind!" he
says, "I want Spider-Man defeated by someone just like him... It will be poetic
justice!" (So, wait. It is Jonah's idea to dress Mac up like a giant
scorpion? Did he bring along the material for the tail, too? How did he know
that Stillwell was going to design one?)

And so, moments later, Mac Gargan is dressed up in a big green costume that
covers everything except a small area around his eyes. The tail has been
seamlessly attached. (Stillwell tries to tell Jonah that the tail will be
automatically activated by Gargan's nerve impulses but JJ tells him to clam
up.) Mac swishes his tail around and calls for something to test his
strength. The doc has a "granite block" about as big as a mini-bar
refrigerator set up on another of his series of yellow tables. Gargan takes a
hold of it and pulls it apart with his bare hands. Then his tail lashes out,
knocking a chunk out of some unspecified machine and causing Farley and Jonah
to scatter. The Scorpion is as surprised as the scientist and the publisher.
He still hasn't "fully learned" how to control his tail and Stillwell advises
him to "spend some time practicing, learning to coordinate your movements to
familiarize yourself with your new powers". Mac feels so good, he doesn't want
to waste the time practicing but Jameson reminds him that he is on the payroll
and will do as the doctor says. "Report to me when he says you're ready"
orders Jonah.

At the airport, Ned's plane is already taking off (even though Betty said he
wasn't leaving until "tonight"). Peter and Betty watch it go. Betty tells
Pete that Ned will be gone "at least six months". Pete is thrilled by this
news ("Hooray!" he thinks.) but he doesn't let Betty know that ("Aw, that's too
bad!" he says). On the way back to the city, Pete tries to get into a
conversation about Betty dating other men but Betty cuts him right off. ("Let's
not talk about anything serious now! I'm just not in the mood!") Peter says
good-bye to Betty at the entrance to the Daily Bugle. Then he runs into an
alley to change into Spider-Man. He wants to visit Jameson and find out what
the snooping business was all about.

Spidey scales the wall of the building. He sees that Jonah's light is on so he
climbs right into the window. Much to his surprise, JJJ actually invites him
in and offers him a chair. "I just want to talk to you," says Jameson but he
is really trying to keep the web-slinger around until the Scorpion shows up.
Spidey doesn't fall for it. "If you want me to stay, it probably means you've
got some sort of trap laid for me!" he says as he web-slings away. But he
doesn't get far. He is in the process of swinging over a city street when the
Scorpion appears out of nowhere and lands on his back. They end up on a nearby
rooftop and the Scorpion immediately strikes Spider-Man with his tail, driving
the wall-crawler back. From his office window, Jonah has "a ringside seat".
He pumps his fists with delight as he cheers on his fighter. "Go get 'im,
Scorp!" he says, "Smash him! Atta boy!" Hearing this, Spidey realizes that
Jameson was setting him up for the Scorpion and is behind the villain somehow.
He decides he must flatten his opponent in a hurry before he is clobbered with
another swing from that tail. So, he puts all his spider-strength into a big
left-handed punch but the blow barely staggers the Scorpion. For Spidey, it
is "like hitting a brick wall" and he now knows that the Scorpion is "at least
as strong as [he is]". He doesn't have time for too many other thoughts.
Suddenly, the Scorpion whacks him in the jaw with a right hand, jabs him in the
stomach with the point of his tail, clubs him on the back of the head with the
side of his tail, and punches him in the jaw again with that aforementioned
right hand. It begins to occur to the wall-crawler that the Scorpion is
stronger than him. "I've got no excuse this time!" he thinks, "I'm at the peak
of my power but I can't even begin to stop the Scorpion". He must resort to
leaping away to get some distance. While balanced upside-down on one hand,
Spidey uses the other hand to direct his webbing. He strikes the Scorpion with
it and covers him from head to toe. Then, he flips back to his feet and really
pours it on. Using both web-shooters, Spider-Man so thoroughly coats the
Scorpion that the villain can barely be seen under all the webbing. Up in his
window, Jonah is beside himself. He's already spent twenty thousand dollars on
this project and it looks like it will be for nothing. But not so fast! The
Scorpion uses his "powerful pincers", otherwise known as his fingers, to snip
all of the webbing off of him. (Apparently he can do this because he has all
of the powers of a scorpion but I sure didn't see Dr. Stillwell doing any kind
of pincer transplant. All he did was have Gargan grab hold of some freaking
electrodes!) Spidey is so disappointed by this move that he actually
thinks, "Rats!" Jonah brightens right up. He has just watched the Scorpion
make "mincemeat of Spider-Man's greatest weapon". He is certain that "Spider-
Man is through!" The Scorpion makes the next move. He takes all the webbing
and flings it at Spidey with his tail. The wall-crawler finds himself
entangled in his own webbing, ripe for another powerful punch from the
Scorpion. Things aren't looking good for the web-spinner but first...

Back in his lab, Dr. Farley Stillwell continues his tests and learns that the
Scorpion will be even more powerful than he expected. However, "the more his
strength increases, the more his evil nature will take over". (He learns all
this by staring into some big glass bowl full of pink liquid.) Stillwell comes
to his senses and realizes that the money isn't worth it. He may
have "unleashed one of the worst dangers of all time upon mankind" and he must
do what he can to stop it. He grabs a beaker full of serum that "will serve as
an antidote" by ridding the Scorpion of his powers... if Farley can get it to
Gargan in time.

Back at the rooftop, the Scorpion is hammering away at the entangled web-
slinger. The villain lifts Spidey's limp form over his head and throws him
across the street at an empty water tower. Spidey smashes right through the
tower and lies unconscious in the shattered remains, still tangled up in his
own webs.

The Scorpion stands on the roof ledge and raises his fists in triumph. He has
just defeated Spider-Man with ease. Wide-eyed, he figures this means that no
one can stop him. "The whole city is mine for the taking!" So, the Scorpion
starts climbing down the outside of the building to start his takeover of the
city. Jonah Jameson yells at him, ordering him to "bring [Spider-Man] to me so
I can unmask him" but the Scorpion is through taking orders. "Nobody tells the
Scorpion what to do!" he says, as he leaps down to an armored car. He no
longer needs Jonah Jameson's money. Using those "pincer-like fingers", the
Scorpion rips the roof off of the armored car but the car is empty. That's
because the two guards haven't exited Carter's Jewelry Store yet. As soon as
they do, the Scorpion leaps down, hits one guard with his fist and the other
guard with his tail. He grabs a satchel full of gems and isn't particularly
shy about it. "When the reporters get here and ask who did it, be sure you
spell my name right!" he says, "It's Scorpion, the one who defeated Spider-
Man! Got it?"

Meanwhile, the world of J. Jonah Jameson has taken a turn for the worse. He
knows that he is responsible for the creation of the Scorpion and now the
Scorpion has become a criminal. He orders Betty Brant to contact Dr. Stillwell
but Dr. Stillwell doesn't answer his phone. Puffing on his cigar and pacing
his office, Jonah tells Betty to keep trying.

Lost in these new developments is the hero of the book. Spider-Man regains
consciousness and pulls the entangling webbing off. Spidey always knew he
couldn't win every fight but the Scorpion has made the mistake of thinking that
winning the battle also wins the war. All he's really done is made Spider-Man
mad. "I'll never rest till I catch him" the wall-crawler vows, "Till I find a
way to beat him!" He leaps across the street from the water tower to search
for the Scorpion.

In the meantime, someone else finds the Scorpion first. Dr. Farley Stillwell
comes across his creation walking the streets of Manhattan (with nobody else
around!). Stillwell runs up to Gargan and tells him he must drink the beaker
full of serum. If he doesn't, he'll never be able to return to normal and
he'll "lose all sense of right and wrong". But it's already too late. The
Scorpion doesn't ever want to change back and he already has a new view of
right and wrong... "Whatever the Scorpion does is right!" He turns his back on
Stillwell and starts to scale a nearby building. But the doctor can't allow
him to leave this way. He runs up and tries to stop the Scorpion, only to be
brushed aside by the Scorpion's tail.

Still, the scientist doesn't give up. He can't live with the knowledge of
being responsible for the Scorpion, so he tries to scale the side of the
building right behind his creation. The Scorpion climbs with both hands
(balancing the satchel of gems on his tail) but Farley tries to follow while
holding the beaker of serum. Even though the Scorpion doesn't want to hurt him
("Beat it, Stillwell! The only reason I'm letting you live is cause I figger I
owe it to you for making me unbeatable! Get back to the ground, you fool! You
can't follow me!"), the remorseful creator doesn't stand a chance. He makes it
all the way up to the third floor and then loses his grip. Even as he falls,
he tries to make amends by throwing the bottle of serum at the Scorpion but he
misses his mark and the beaker smashes harmlessly against the building to the
Scorpion's right. Dr. Farley Stillwell falls to his death with a thud. The
Scorpion looks down without remorse. "I warned him!" he thinks, "Well, it's no
skin off my nose! I've got things to do!" (Admit it, now. The first time you
read this story, you were certain that the Scorpion would be defeated with
Stillwell's serum just as the Lizard was defeated with Spidey's serum in ASM
#6, November 1963. You've got to hand it to Stan here. He leads us all
along that familiar path and then snatches it away when you least expect it.)

Just after Farley's fall, the Amazing Spider-Man web-slings onto the scene. He
gets to the Scorpion just as the criminal makes it to the roof and he clubs
Scorpey over the head with two fists. The bad guy drops the gems but,
otherwise, doesn't miss a beat. He attacks with his tail but the web-slinger
leaps up and avoids it. Now, the battle begins again on a new rooftop but this
time Spidey is better prepared. As the Scorpion attacks simultaneously with
fist and tail, Spidey uses his speed and jumping ability to keep out of the
way. As the fight continues, "the Scorpion seems to grow more powerful, more
dangerous with each passing second". He has, Stan tells us, "passed the point
of no return. Even the antidote serum would not help him now... His body has
attained the maximum degree of super power! His brain has been subtly altered
until its standards are those of the predatory beast! He has become the
embodiment of all that is evil!" And just in case you doubt it, take a look at
the top three panels of page 15 with Steve's increasing close-ups of the
Scorpion's sneer and deranged eyes. You just can't help but be convinced!

Over at the Bugle, Jonah gets word by phone that Dr. Farley Stillwell is dead,
that the Scorpion robbed Carter's Jewelry Store, that the police are "combing
the city" for Scorpey and that "people are locking themselves indoors". A
dazed, haunted look crosses his face. He knows that he is at fault for the
creation of the Scorpion. "Just to satisfy my own personal hatred, I tried to
destroy Spider-Man," he says, "And, in so doing, I've unleashed a far worse
menace upon the world!" And he bows his head as he despairingly crumples the
papers on his desk.

Back at the battle, the Scorpion grabs a hold of Spidey and throws him across
the roof. He uses his tail to strike a chimney and send the bricks flying.
(That's right! It's the moment from the splash page.) Spider-Man dodges the
smaller debris but he can't avoid the whole top half of the chimney, which hits
him full force in the chest. The Scorpion closes in and smacks the web-slinger
hard in the jaw. This time it is the Scorpion who hurts his hand with a
punch. "I feel as though I busted every one of my fingers" he says, "I shoulda
remembered how strong his own muscles are!" Once again, Spider-Man is
unconscious. Once again, the web-slinger is ripe for the kill. But once
again, the Scorpion decides to wait. "I'll polish him off later, when my hand
stops hurting" he says, and there is no reason to think he can't finish off the
wall-crawler anytime he feels like it. Meanwhile, he has another task to take
care of. "Jameson is the only one living who knows my true identity!" he
says, "With him out of the way, my secret will be safe forever!" So, again
carrying the gem satchel with his tail, the Scorpion climbs down the wall,
intending to kill J. Jonah Jameson.

Left behind, Spidey struggles to rise. He is badly battered, his costume is
torn at the shoulder and on the mask, but he refuses to give up. The Scorpion
will have to kill him to stop him. Still, his strength is slow to return and
he doesn't seem to be going anywhere until he hears a scream for help coming
from the direction of Jameson's office and "it sounded like... Betty!"

Yeah. It's Betty. And she's screaming because the Scorpion is coming right
through the glass of J. Jonah Jameson's office window. Jonah pushes her out of
the room, telling her to call the police and to evacuate the building. It all
sounds very heroic on JJ's part but he really is just trying to make sure no
one is around in case the Scorpion mentions "something that'll connect me to
him". Jameson backs up against a wall as the Scorpion approaches. The villain
never reaches his quarry. The sound of Betty's scream has reinvigorated the
wall-crawler and Spidey comes leaping through JJJ's window to continue the
fight. Spidey lands on Jonah's desk. The Scorpion destroys that desk with one
sweep of his tail but the wall-crawler has leapt out of the way and landed on
the wall. The Scorpion swings his tail again, putting a big hole in that wall,
but again he fails to hit Spider-Man. From his one-handed perch on the wall,
Spidey shoots webbing into Scorpey's face. While the Scorpion works at
removing that, Spidey glues the villain's feet to the floor with his liquid web
goop. With the Scorpion's hands occupied with trying to pull the webbing off
his face and his feet glued to the floor, his tail is vulnerable to an attack.
Spidey leaps down from the wall, grabs the tail in both hands and rips it right
off of the Scorpion's back.

Though "tailless", the Scorpion is far from helpless. He reaches one of
his "pincer-like hands" out and grabs Spider-Man by the wrist. The Scorpion
expects Spidey to try to pull away but the web-slinger surprises him by
attacking instead. He uses his free hand to punch the Scorpion right in the
gut. It looks like it is time to trade blows again but this time Spidey plays
it smart. (Except that he blabs to another opponent about his spider-
sense.) "I'll use my spider-sense to easily dodge your blows," he says as he
ducks under a left-hand punch. "And then, while you're standing flat-footed,
wondering what to do next, I'll join the party!" he adds as he punches Scorp
with a "klop!" Suddenly, it doesn't matter if the Scorpion is the stronger of
the two. The villain can't land a single blow, while Spider-Man lands all of
his. From the corner of his destroyed office, Jameson cheers Spider-Man on,
then wonders, "Have I gone mad?? Here I am, cheering for Spider-Man, the one I
hate worst in all the world!"

One last two-handed punch lands with a "ptow!" and sends the Scorpion falling
backward. (And with his feet still glued to the floor, that fall probably
straightens every kink in his back right out!) The Scorpion is unconscious.
The fight is finished. Spidey tells Jameson to get the police, and then starts
to climb out the window. Jonah marvels over the fact that the wall-crawler
defeated someone stronger than him. "It happens all the time!" says
Spidey, "Ever hear of David and Goliath?" The webhead departs, leaving Jonah
to ponder the irony of it all. "I was saved from a menace whom I myself helped
to create, saved by the one he was created to destroy!" he thinks. And you got
off easy, too, Jonah! Look at poor Farley! He's pushing up daisies!

Soon after, Peter Parker starts to take off his costume in an alley that just
happens to have a mirror up on the wall. (Or is he getting a reflection off a
window?) He is shocked to learn that his face is filled with cuts and
bruises. He can't let Aunt May or the kids at school see him like this. Not
without a decent excuse. So, he crumbles up his clothing and concocts the
story that he "got bowled over playing touch football". (Hey Pete! I said, a
decent excuse!) And wouldn't you know it? As soon as he walks out of
the alley in his newly crumpled clothes, he runs smack into Flash Thompson and
the gang. Flash takes one look at Pete and starts cracking up. "What
happened, useless?" he asks, "Did some infant in a carriage beat you up for
trying to take its lollipop away?" But Pete has had enough. He shows his
fists and challenges Flash to a fight. Flash just laughs. "You're not gonna
trick me into fighting you while you're all bruised, so that you'll have an
excuse for losing!" he says, "When I wallop you I don't want you to have any
alibi". Then he walks away, not knowing how lucky he is.

Peter heads home. Aunt May takes one look at him and almost has another
coronary. So Pete is forced to use that lame excuse about playing football.
May sits him down, puts on her glasses, gets out the iodine and swabs and
starts cleaning up the wounds. "If only she were younger," Pete thinks, "If
she could stand the shock, I'd reveal my other identity! But I dare not take a
chance!" (Patience, Pete! In about forty years, Aunt May will be lots
younger and you'll be revealing your secret identity to her then.)

Later, Peter and Betty talk on the phone. Betty tells him "Mr. Jameson saved
me from the Scorpion by pushing me out of the room in time". The next day, the
Daily Bugle comes out with the headline, "Scorpion Caught! Jameson is hero!"
complete with a photo of Jonah's smiling mug. Two men in the street discuss
the story. The one with the pipe says that the Scorpion would still be "at
large if not for Jonah Jameson's bravery" and the other man replies, "According
to the story, Jameson's a real fireball! They mention Spider-Man, too... but
it seems he showed up when it was almost over!"

Having once again trod upon his own journalistic ethics, Jonah has no trouble
rationalizing his hatred for Spider-Man once again. Now he thinks the fate of
the Scorpion proves that "anyone with too much power is liable to turn into a
menace sooner or later". His troubled conscience has fled the scene. Jonah is
back to vowing to one day exposing and destroying the Amazing Spider-Man.

In his bedroom, Peter Parker stitches up his torn costume. Never having made
the connection with the Scorpion, Peter realizes that he "never did find out
who that fella was who was tailing me or what his connection with Jameson could
be". But right now his "biggest problem is getting this sewn without stabbing
my finger to death".

Not much going on in the Spider's Web this month. Even Stan, in the Special
Announcements Section, admits that he doesn't have anything special to
announce. Except that he does include this telling little sentence: "Poor ol'
darling Ditko does about twenty pages of Spidey each month-plus ten pages of
Dr. Strange-plus ten pages of the Hulk-and he still finds time to argue
with Stan for a few hours each week!" The only Merry Marvel Marching Society
memo is that it will cost one dollar to join the club, with Stan adding, "But,
for gosh sakes, we don't want your buck unless you can easily afford it... You
can join a month later, or a year later! You won't miss anything important!
There'll be no secret code messages which only Marvel Marchers can understand,
or any other juvenile jazz like that! But for those of you who do join we
guarantee a million laughs and a barrel of fun!" The official announcement
arrives next month. Meanwhile, in the letters themselves, Imtiaz Alladina
from Tanga, Tanganyika writes, "My age is 13. Please find me about 5 to 8 pen
friends in America." (Before any of you write to Imtiaz, bear in mind that he
is about fifty-one years old now. Still, maybe he'd be interested in hearing
from you.) Charles Lichtman from the Bronx, New York thinks, "it would be of
interest if Spidey revealed his identity to either Aunt May or Betty Brant".
(Boy, have you got a long wait, Charlie!) And Aldo Falchin from Rome, Italy
says, "May I congratulate you on your new villain, the Green Goblin. He is one
of the best crooks every created. Could you have Spider-Man meet up with the
Scarecrow?" (And you, also, have a long wait, Aldo, but by God if Spidey
didn't eventually "meet up with the Scarecrow" in Untold Tales of Spider-Man
#22, June 1997.)

Feeling unfulfilled by the letters page? Well, there is this
nifty "Marvel Masterwork Pin-up" of "Peter Parker and ol' Webhead" on the
following page, showing a smiling Peter sitting in his room amidst his books
and science equipment on the left and Spidey shooting webs from both wrists on
the right. That's got to curb the hunger just a little bit, right?

By the way, the Scorpion returns in ASM #29 (October 1965) which happens
to be the same issue that Ned Leeds returns from Europe. Coincidence? You
decide!

General Comments

Milestones:

First appearance of the Scorpion.

Yet another lie to Aunt May. ("I knocked over a chair" indeed.)

First time J. Jonah Jameson has someone mutated so they can fight Spider-
Man.

Introduction and demise of Dr. Farley Stillwell.

First time J. Jonah Jameson realizes that having someone mutated so they
can fight Spider-Man only to have them turn around and go after him may just be
a bad idea.

And yet another lie to Aunt May. ("I was playing football and I fell a
couple of times.")Shame on you, Peter!

The 1969 Marvelmania International Spider-Man Portfolio checklist entry for this story. Warts and all:

Ditko/Lee/Rosen
"Spidey Battles Scorpey" - First encounter and origin of the Scorpion.

Overall Rating

My apologies to all the Scorpion fans out there but I have never cared for the
character all that much. I love the idea of Jameson creating a menace to
defeat the perceived menace of Spider-Man and I think the fish on the bird's
perch is just about the coolest thing but there really isn't much else in this
issue that does much for me. Yeah, the whole "Spidey never gives up" motif is
inspiring but it's not all that different from what we saw with Dr. Octopus way
back in ASM #3 (July 1963). Liz and Flash barely appear, Aunt May is
annoying, Betty is boring, and Ned Leeds leaves the country two issues after
his introduction. Still a strong issue compared to a lot of what appears over
the years, but a real letdown compared to the issues just preceding it.